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Sidley’s Shareholder Activism and Corporate Defense practice is widely recognized as the go-to activism defense practice. Our practice is led by Kai H. E. Liekefett and Derek Zaba, two of the very few lawyers in the world who devote 100% of their time to shareholder activism, proxy fights, hostile takeovers, and related settlements. In the past five years, the Shareholder Activism and Corporate Defense team members have been involved in more than 100 proxy contest defenses for issuers worldwide and approximately 25% of all proxy contests in the U.S., more than any other law firm. Due to our knowledge and experience, Sidley is frequently hired as “shareholder activism counsel” or “proxy fight counsel” by companies and/or their boards to work with primary outside counsel on activism defense matters.

Strong representation on behalf of clients has earned our Shareholder Activism and Corporate Defense practice recognition in such publications as Chambers USA 2022, which ranks Sidley Band 1 in New York for “Corporate/M&A: Takeover Defense,” and The Deal, which named Sidley “Activist Defense Adviser of the Year (Large Cap)” in both 2021 and 2022.

Sidley has been ranked No. 1 in all shareholder activism defense league tables:

  • Ranked No. 1 in Bloomberg’s Global Activism League Tables for company-side legal advisers (as recently as H1 2022);
  • Ranked No. 1 in FactSet’s Company Defense Advisor League Tables for legal advisers (as recently as H1 2022);
  • Ranked No. 1 in Refinitiv’s Global Shareholder Activism Scorecard for company-side legal advisers (as recently as H1 2022); and
  • Ranked No. 1 in Activist Insight’s Adviser Awards for Total Issuer Representations (as recently as 2021).

Representative Matters

While many shareholder activism matters remain private, a selection of our Shareholder Activism and Corporate Defense team’s representative engagements includes:

  • Hasbro in its proxy contest defense against Alta Fox and Ancora;
  • Box in its proxy contest defense against Starboard;
  • Nordstrom in connection with the investment of El Puerto de Liverpool;
  • LivePerson in its proxy contest defense against Starboard;
  • US Foods in its proxy contest defense against Sachem Head;
  • SpartanNash in its proxy contest defense against Macellum and Ancora;
  • Peloton in its activism campaign defense against Blackwells Capital;
  • Zendesk in its proxy contest defense against JANA Partners;
  • Alkermes in its proxy contest defense against Sarissa Capital and Elliott;
  • NiSource in its activism defense campaign against Elliott;

About Our Team

Kai Liekefett, a fellow of The American College of Governance Counsel, was named “Dealmaker of the Year” by The American Lawyer in 2019. The American Lawyer named Derek Zaba as a Trailblazer in the Western Region of the United States in 2022 for his work in shareholder activism and contested M&A. Both Kai and Derek are ranked by Chambers USA among the Top 5 lawyers for “Corporate/M&A: Takeover Defense.” Sidley partner Elizabeth (Beth) Berg was honored by The Deal as one of the “Top Women in Dealmaking” for her work in shareholder activism in both 2021 and 2022. Sidley’s team members speak regularly about shareholder activism on panels and at universities around the world, including at Harvard and Stanford. They are frequently interviewed and quoted as shareholder activism and corporate defense thought leaders by the national and international media: CNN, CNBC, The Wall Street Journal, The New York Times, Bloomberg, Reuters, the Financial Times, TIME, USA Today, Forbes, Law360, and The Deal.

Contacts